The project of building the tenth University of California (UC) campus--UC Merced--was a lightning rod for all the various pushes and pulls in California society between 1983 and 2005. In fact, the author suggests, the project provides a clear window into California during this period. In this chapter, she describes the political and economic context in which UC Merced was conceived and built, with special attention to how fluctuations in the state budgets affected the project. She concludes with some of the organization-building and construction challenges that the founders of UC Merced faced.